Purchasing and Earning Your Collectibles
Acquiring Collectibles. The Site allows you to collect and showcase digital blockchain collectibles (each, a “Collectible”) from Mint.
Characteristics of Collectibles. Collectibles are comprised of Art (as defined below) created by certain artists. Each Collectible has a defined set of attributes — including scarcity — that may impact the value of the Collectible.
Subjectivity of Collectibles. The value of each Collectible is inherently subjective in the same way the value of other collectibles is inherently subjective. Each Collectible has no inherent or intrinsic value. Some collectors might prefer to have a Collectible featuring a certain item, while another might prefer an equivalent Collectible featuring a different item.
Showcasing Collectibles. The “Showcase” feature of the Site allows to you organize your Purchased Collectibles (as defined below) into collections and show them to your friends.
Payments and Taxes
Terms of Sale. By placing a bid or an order on or through the Site, you agree that you are submitting a binding offer to purchase such NFT of Collectible. Your order is accepted and confirmed once purchase is complete, and the Site displays the Confirmation Page (“Confirmation Page”"). YOU HEREBY EXPRESSLY AGREE THAT THE SUPPLY OF A NFT OR COLLECTIBLE BEGINS IMMEDIATELY AFTER THE CONFIRMATION PAGE IS DISPLAYED.
All sales of NFTs or Collectibles are final. No refunds or returns are permitted except with respect to any statutory warranties or guaranties that cannot be excluded or limited by law.
The creator of the NFT or Collectible may choose to provide certain rights to holders of their NFT or Collectible, which may include, but is not limited to, physical items, special access, or other exclusive content (collectively, “Additional Items”). Any Additional Items will be provided directly to you from the creator of the NFT or Collectible; Mint has no involvement in such transactions and is not a party to such transactions. Notwithstanding the above, Mint may publish a description of the Additional Items on the Site on behalf of the creator of the NFT or Collectible. If you own a NFT or Collectible that entitles you to Additional Items, you hereby consent to Mint sharing your contact information with the creator of the NFT or Collectible to facilitate delivery of your Additional Items. Unless otherwise stated, transactions on the Secondary Market are only for NFTs or Collectibles and do not grant the purchaser the right to any Additional Items.
Transaction fees. Transactions in Collectibles on the Flow or Polygon Network may be subject to additional fees, including fees payable to some or all of the Collectible Parties, that will be deducted from transaction proceeds before payment to the selling party.
Responsibility for Taxes. Company is not responsible for determining the withholding, sales, use, value added, transfer, or other taxes, together with any interest and penalties imposed with respect thereto (“Taxes”), that apply to your transactions on the Site. You agree that you are solely responsible for determining what, if any, Taxes apply to your transactions on the Site and to withhold, collect, report, and remit the correct amounts of Taxes to the appropriate taxing authorities. Unless otherwise indicated on an applicable invoice, any amounts due in respect of a transaction on the Site are exclusive of sale, use, value added, or similar Taxes (“Sales Taxes”), which shall be your responsibility. Any payments with respect to your transactions on the Site shall be made without deduction or withholding for any Taxes, except as required by applicable law. If any applicable law requires the deduction or withholding of any Tax (a “Withholding Tax”) from any such payment then the sum payable by you shall be increased as necessary so that, after such deduction or withholding has been made, the amount received is equal to the sum that would have been received had no such deduction or withholding been made. Upon our request, you agree to promptly provide a properly executed Internal Revenue Service Form W-9 or applicable Internal Revenue Service W-8 and any other tax form that is reasonably required by us so to comply with our tax reporting obligations.
Ownership, License, and Ownership Restrictions
Your ownership of Collectibles will only be recognized by the Collectible Parties if you have purchased or otherwise rightfully acquired your Collectibles from a legitimate source and not through any of the Category B Prohibited Activities (as defined below). For the purposes of this Section 5, the following capitalized terms will have the following meanings:
“Art” means any art, design, and drawings (in any form or media, including, without limitation, video or photographs) that may be associated with a Collectible that you Own.
“Mint Marks” means name, nicknames, images, likenesses, marks, copyrights, trade dress colors, trade dress designs, logos and/or all other intellectual property of Mint.
“Own” means, with respect to a Collectible, a Collectible that you have purchased or otherwise rightfully acquired from a legitimate source (and not through any of the Category B Prohibited Activities (as defined below)), where proof of such purchase is recorded on the Flow or Polygon Network.
“Purchased Collectible” means a Collectible that you Own.
“Third-Party IP” means any third-party rights to inventions, patents (including, without limitation, patent applications and disclosures), copyrights, trade secrets, trademarks, know-how, or any other intellectual property recognized in any country or jurisdiction in the world.
Ownership of Collectible. You acknowledge and agree that Mint (or as applicable, its licensors) owns all rights, title, and interest in and to the Art and Mint Marks associated with any Purchased Collectible and all intellectual property rights therein. Any rights you have in and to the Purchased Collectible are limited to those expressly stated in these Terms of Use. Mint and its licensors reserve all rights and ownership in and to the NFT and Art not specifically granted to you in under these Terms of Use. Subject to your continued compliance with these Terms of Use, Mint grants to you a non-exclusive, non-transferable, revocable, worldwide, royalty-free license to use and display the Art for your Purchased Collectibles, solely for your own personal, non-commercial use. Because each Collectible is a NFT on the Flow or Polygon Network, when you purchase a Collectible in accordance with these Terms of Use (and not through any of the Category B Prohibited Activities), you own the NFT subject to these Terms of Use. This means that you have the right to swap your Purchased Collectible, sell it, or give it away after any required hold period (currently expected to be 14 days). Ownership of the Purchased Collectible is mediated entirely by the Flow or Polygon Network. Transfers of a Purchased Collectible will be governed by and subject to the terms of any blockchain network on which the transfer is made, including any transfer fees.
We Own the Site. You acknowledge and agree that we (or, as applicable, our licensors) owns all rights, title, and interest in and to all other elements of the Site, and all intellectual property rights therein (including, without limitation, all Art, designs, systems, methods, information, computer code, software, services, “look and feel”, organization, compilation of the content, code, data, and all other elements of the Site (collectively, the “Site Materials”)). You acknowledge that the Site Materials are protected by copyright, trade dress, patent, and trademark laws, international conventions, other relevant intellectual property and proprietary rights, and applicable laws. All Site Materials are the copyrighted property of us or our licensors, and all trademarks, service marks, and trade names associated with the Site or otherwise contained in the Site Materials are proprietary to us or our licensors.
No User License or Ownership of Site Materials. Except as expressly set forth herein, your use of the Site does not grant you ownership of or any other rights with respect to any content, code, data, or other Site Materials that you may access on or through the Site. We reserve all rights in and to the Site Materials that are not expressly granted to you in these Terms.
Further User Ownership Acknowledgements. For the sake of clarity, you understand and agree: (i) that your purchase of a Collectible, whether via the Site or otherwise, does not give you any rights or licenses in or to the Site Materials (including, without limitation, our copyright in and to the associated Art) other than those expressly contained in these Terms; (ii) that you do not have the right, except as otherwise set forth in these Terms, to reproduce, distribute, or otherwise commercialize any elements of the Site Materials (including, without limitation, any Art) without our prior written consent in each case, which consent we may withhold in our sole and absolute discretion; and (iii) that you will not apply for, register, or otherwise use or attempt to use any of our trademarks or service marks, or any confusingly similar marks, anywhere in the world without our prior written consent in each case, which consent we may withhold at our sole and absolute discretion.
Restrictions on Ownership. You agree that you may not, nor permit any third party to do or attempt to do any of the foregoing without our (or, as applicable, our licensors’) express prior written consent in each case: (i) modify the Art or Mint Marks in your Purchased Collectible in any way, including, without limitation, the shapes, designs, drawings, attributes, or color schemes; (ii) use the Art or Mint Marks from your Purchased Collectible to advertise, market, or sell any other product or service; (iii) use the Art or Mint Marks from your Purchased Collectible in connection with images, videos, or other forms of media that depict hatred, intolerance, violence, cruelty, or anything else that could reasonably be found to constitute hate speech or otherwise infringe upon the rights of others; (iv) use the Art or Mint Marks for your Purchased Collectible in movies, videos, or any other forms of media, except to the limited extent that such use is expressly permitted in these Terms or solely for your own personal, non-commercial use; (v) sell, distribute for commercial gain (including, without limitation, giving away in the hopes of eventual commercial gain), or otherwise commercialize merchandise that includes, contains, or consists of the Art for your Purchased Collectible; (vi) attempt to trademark, copyright, or otherwise acquire additional intellectual property rights in or to the Art for your Purchased Collectible; or (vii) otherwise utilize the Art for your Purchased Collectible for your or any third party’s commercial benefit.
Third Party IP. If the Art associated with your Purchased Collectible contains Third-Party IP, you understand and agree that: (i) you will not have the right to use such Third-Party IP in any way except as incorporated in the Art, and subject to the license and restrictions contained in these Terms of Use; (ii) depending on the nature of the license granted from the owner of the Third Party IP, we may need to (and reserve every right to) pass through additional restrictions on your ability to use the Art; and (iii) to the extent that we inform you of such additional restrictions in writing, you will be responsible for complying with all such restrictions from the date that you receive the notice, and that failure to do so will be deemed a breach of the license contained in this Section 5.
Other Terms of License. The license granted to you in Section 5.a above applies only to the extent that you continue to Own the applicable Purchased Collectible. The license granted in Section 5.a will immediately expire with respect to that Collectible without the requirement of notice, and you will have no further rights in or to the Art for that Collectible if you (1) sell, swap, donate, give away, transfer, or otherwise dispose of your Purchased Collectible for any reason, (2) breach these Terms, (3) appoint a trustee, receiver or similar party for your property or become insolvent, acknowledge your insolvency in any manner, make an assignment for the benefit of creditors or file a petition for bankruptcy (4) engage in any unlawful business practice with respect to a Collectible, or (5) initiate any legal actions, except an arbitration as specifically provided herein, against any of Mint, Flow or Polygon Network, and/or each of their parent, subsidiary, and affiliate companies and each of their respective officers, directors, members, affiliates, partners, agents, attorneys and employees or disparage any of the foregoing.
User Feedback. You may choose to submit comments, bug reports, ideas or other feedback about the Site, including without limitation about how to improve the Site (collectively, “Feedback”). By submitting any Feedback, you agree that we are free to use such Feedback at our discretion and without additional compensation to you, and to disclose such Feedback to third parties (whether on a non-confidential basis, or otherwise). You hereby grant us a perpetual, irrevocable, nonexclusive, royalty-free, worldwide license under all rights necessary for us to incorporate and use your Feedback for any purpose.
Notice of Third-Party IP Rights. Outside the Mint Marks, all other trademarks, product names, and logos on the Site are the property of their respective owners and may not be copied, imitated, or used, in whole or in part, without the permission of the applicable trademark holder. Without limiting the foregoing, if you believe that third-party material hosted on the Site infringes your copyright or trademark rights, please file a notice of infringement by contacting Mint’s Copyright Agent at support@mint.store. In such event, please provide Mint’s Copyright Agent with the following information: (1) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (2) a description of the copyrighted work that you claim has been infringed; (3) a description of the location on Site of the material that you claim is infringing; (4) your address, telephone number, and e-mail address; (5) a written statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law; and (6) a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf. Mint’s policy is to suspend or terminate the account of repeat infringers. Mint’s response may depend on relevant aggravating or mitigating circumstances, but generally we will terminate an account if it is the subject of three valid infringement notices.
Conditions of Use and Prohibited Activities
You agree that you are responsible for your own conduct while accessing or using the Site, and for any consequences thereof. You agree to use the Site only for purposes that are legal, proper, and in accordance with these Terms of Use and any applicable laws or regulations.
User Warranties. Without limiting the foregoing, you warrant and agree that your use of the Site will not (and will not allow any third party to) engage in any of the Category A and Category B Prohibited Activities (collectively, “Prohibited Activities”) described below:
Category A Prohibited Activities. The Category A Prohibited Activities include: (1) the sending, uploading, distributing, or disseminating any unlawful, defamatory, harassing, abusive, fraudulent, obscene, or otherwise objectionable content; (2) the distribution of any viruses, worms, defects, Trojan horses, corrupted files, hoaxes, or any other items of a destructive or deceptive nature; (3) the uploading, posting, transmitting, distribution, or otherwise making available through the Site any content that infringes the intellectual proprietary rights of any party; (4) using the Site to violate the legal rights (such as rights of privacy and publicity) of others; (5) engaging in, promoting, or encouraging illegal activity (including, without limitation, money laundering, human trafficking); (6) interfering with other users’ enjoyment of the Site; (7) exploiting the Site for any unauthorized purpose; (8) modifying, adapting, translating, or reverse engineering any portion of the Site; (9) removing any copyright, trademark, or other proprietary rights notices contained in or on the Site or any part of it; (10) reformatting or framing any portion of the Site; (11) displaying any content on the Site that contains any hate-related or violent content or contains any other material, products or services that violate or encourage conduct that would violate any criminal laws, any other applicable laws, or any third-party rights; (12) using any spider, web crawler, site search/retrieval application, or other device to retrieve or index any portion of the Site or the content posted on the Site, or to collect information about its users for any unauthorized purpose; (13) accessing or using the Site for the purpose of creating a product or service that is competitive with any of our products or services; (14) abusing, harassing, or threatening another user of the Site or any of our authorized representatives, customer service personnel, chat board moderators, or volunteers (including, without limitation, filing support tickets with false information, sending excessive emails or support tickets, obstructing our employees from doing their jobs, refusing to follow the instructions of our employees, or publicly disparaging us by implying favoritism by a our employees or otherwise); (15) using any abusive, defamatory, ethnically or racially offensive, harassing, harmful, hateful, obscene, offensive, sexually explicit, threatening, or vulgar language when communicating with another user of the Site or any of our authorized representatives, customer service personnel, chat board moderators, or volunteers; or (16) using the Site to engage in any lottery, bidding fee auctions, contests, sweepstakes, or other games of chance.
The Category B Prohibited Activities include: (1) creating user accounts by automated means or under false or fraudulent pretenses; (2) the impersonation of another person or entity (via the use of an email address or otherwise); (3) using, employing, operating, or creating a computer program to simulate the human behavior of a user (“Bots”); (4) using, employing, or operating Bots or other similar forms of automation to engage in any activity or transaction on the Site (including, without limitation, purchases of of Collectibles on the Marketplace); (5) acquiring Collectibles through inappropriate or illegal means (including, among other things, using a stolen credit card, or a payment mechanism that you do not have the right to use, or purchasing a Collectible and then attempting to charge the cost back to your payment method while still maintaining ownership or control of the Collectible or selling, gifting or trading the Collectible to someone else); or (6) the purchasing, selling or facilitating the purchase and sale of any user’s account(s) to other users or third parties for cash or cryptocurrency consideration outside of the Site; or (7) any actions or omissions that result in the wrongful seizure or receipt of any Collectibles or other digital assets.
Effect of Your Breaches. If you engage in any of the Prohibited Activities, we may, at our sole and absolute discretion, without notice or liability to you, and without limiting any of our rights or remedies at law or in equity, immediately suspend or terminate your user account and/or delete your Collectibles’ images and descriptions from the Site. If we delete your Collectibles’ images and descriptions from the Site, such deletion will not affect your ownership rights in any NFTs that you already Own, but you will not receive a refund of any amounts you paid for those Collectibles. NOTWITHSTANDING THE FOREGOING, HOWEVER, IF WE REASONABLY BELIEVE THAT YOU ARE ENGAGED IN ANY OF THE CATEGORY B PROHIBITED ACTIVITIES, IN ADDITION TO OUR RIGHT TO IMMEDIATELY SUSPEND OR TERMINATE YOUR USER ACCOUNT AND/OR DELETE YOUR COLLECTIBLES’ IMAGES AND DESCRIPTIONS FROM THE SITE, WE ALSO RESERVE THE RIGHT, AT OUR SOLE AND ABSOLUTE DISCRETION, WITHOUT NOTICE OR LIABILITY TO YOU, TO TAKE ANY OR ALL OF THE FOLLOWING ACTIONS: (A) TO DEEM ANY TRANSACTION THAT TOOK PLACE VIA OR AS THE RESULT OF SUCH ACTIVITIES TO BE VOID AB INITIO; AND/OR (B) TO IMMEDIATELY CONFISCATE ANY COLLECTIBLES (INCLUDING THEIR UNDERLYING NFTS) THAT WERE PURCHASED OR ACQUIRED AS THE RESULT OF SUCH ACTIVITIES.
Termination
You Terminate. You may terminate these Terms of Use at any time by canceling your account on the Site and discontinuing your access to and use of the Site. If you cancel your account, or otherwise terminate these Terms of Use, you will not receive any refunds for any purchases that you might make on or through the Site — whether for Collectibles or anything else.
We Terminate. You agree that we, in our sole discretion, may terminate these Terms of Use at any time and for any or no reason and suspend and/or terminate your account(s) for the Site without the provision of prior notice. You agree that any suspension or termination of your access to the Site may be without prior notice, and that we will not be liable to you or to any third party for any such suspension or termination.
Other Remedies Available. If we terminate these Terms of Use or suspend or terminate your access to or use of the Site due to your breach of these Terms of Use or any suspected fraudulent, abusive, or illegal activity (including, without limitation, if you engage in any of the Prohibited Activities), then termination of these Terms of Use will be in addition to any other remedies we may have at law or in equity.
Referral to Governmental Authority. We have the right, without having to give you prior notice, to take appropriate legal action, including, without limitation, referral to law enforcement or regulatory authority, or notifying the harmed party of any illegal or unauthorized use of the Site. Without limiting the foregoing, we have the right to fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone using the Site.
Effect of Termination. Upon any termination or expiration of these Terms of Use, whether by you or us, you may no longer have access to information that you have posted on the Site or that is related to your account, and you acknowledge that we will have no obligation to maintain any such information in our databases or to forward any such information to you or to any third party. YOU WAIVE AND HOLD THE COLLECTIBLE PARTIES AND EACH OF THEIR RESPECTIVE PARENTS, SUBSIDIARIES, AFFILIATES AND THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SERVICE PROVIDERS, CONTRACTORS, LICENSORS, LICENSEES, SUPPLIERS, AND SUCCESSORS HARMLESS FROM ANY AND ALL CLAIMS RESULTING FROM ANY ACTION TAKEN BY THEM AND ANY OF THE FOREGOING PARTIES RELATING TO ANY INVESTIGATIONS BY SUCH PARTIES OR BY LAW ENFORCEMENT AUTHORITIES RELATING TO THE SUBJECT MATTER OF THIS AGREEMENT.
Disclaimers
YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR ACCESS TO AND USE OF THE SITE IS AT YOUR SOLE RISK, AND THAT THE SITE AND ALL COLLECTIBLES ON THE SITE ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE UNDER ALL APPLICABLE LAWS, THE COLLECTIBLE PARTIES AND THEIR RESPECTIVE PARENTS, SUBSIDIARIES, AFFILIATES, AND LICENSORS MAKE NO EXPRESS WARRANTIES AND HEREBY DISCLAIM ALL IMPLIED WARRANTIES REGARDING THE SITE AND ANY PART OF IT, OR ANY COLLECTIBLE INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, CORRECTNESS, ACCURACY, OR RELIABILITY. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE COLLECTIBLE PARTIES AND THEIR PARENTS, SUBSIDIARIES, AFFILIATES, AND LICENSORS DO NOT REPRESENT OR WARRANT TO YOU THAT: (I) YOUR ACCESS TO OR USE OF THE SITE WILL MEET YOUR REQUIREMENTS; (II) YOUR ACCESS TO OR USE OF THE SITE WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR; (III) USAGE DATA PROVIDED THROUGH THE SITE WILL BE ACCURATE; (IV) THE SITE OR ANY CONTENT, SERVICES, OR FEATURES MADE AVAILABLE ON OR THROUGH THE SITE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR (V) THAT ANY DATA THAT YOU DISCLOSE WHEN YOU USE THE SITE WILL BE SECURE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES IN CONTRACTS WITH CONSUMERS, SO SOME OR ALL OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. YOU ACCEPT THE INHERENT SECURITY RISKS OF PROVIDING INFORMATION AND DEALING ONLINE OVER THE INTERNET AND AGREE THAT THE COLLECTIBLE PARTIES HAVE NO LIABILITY OR RESPONSIBILITY FOR ANY BREACH OF SECURITY UNLESS IT IS DUE TO THEIR GROSS NEGLIGENCE. THE COLLECTIBLE PARTIES WILL NOT BE RESPONSIBLE OR LIABLE TO YOU FOR ANY LOSSES YOU INCUR AS THE RESULT OF YOUR USE OF THE FLOW OR POLYGON NETWORK, OR YOUR ELECTRONIC WALLET, INCLUDING BUT NOT LIMITED TO ANY LOSSES, DAMAGES, OR CLAIMS ARISING FROM: (I) USER ERROR, SUCH AS FORGOTTEN PASSWORDS OR INCORRECTLY CONSTRUED SMART CONTRACTS OR OTHER TRANSACTIONS; (II) SERVER FAILURE OR DATA LOSS; (III) CORRUPTED WALLET FILES; (IV) UNAUTHORIZED ACCESS OR ACTIVITIES BY THIRD PARTIES, INCLUDING, BUT NOT LIMITED TO, THE USE OF VIRUSES, PHISHING, BRUTE-FORCING OR OTHER MEANS OF ATTACK AGAINST THE SITE, THE FLOW OR POLYGON NETWORK, OR ANY ELECTRONIC WALLET; OR (V) INCOMPLETE, SLOWED OR DISRUPTED TRANSACTIONS INVOLVING COLLECTIBLES. COLLECTIBLES ARE INTANGIBLE DIGITAL ASSETS THAT EXIST ONLY BY VIRTUE OF THE OWNERSHIP RECORD MAINTAINED IN THE FLOW OR POLYGON NETWORK. ALL SMART CONTRACTS ARE CONDUCTED AND OCCUR ON THE DECENTRALIZED LEDGER WITHIN THE FLOW OR POLYGON NETWORK. THE COLLECTIBLE PARTIES HAVE NO CONTROL OVER AND MAKE NO GUARANTEES OR PROMISES WITH RESPECT TO SMART CONTRACTS. THE COLLECTIBLE PARTIES ARE NOT RESPONSIBLE FOR LOSSES DUE TO BLOCKCHAINS OR ANY OTHER FEATURES OF THE FLOW OR POLYGON NETWORK, OR ANY ELECTRONIC WALLET, INCLUDING BUT NOT LIMITED TO LATE REPORT BY DEVELOPERS OR REPRESENTATIVES (OR NO REPORT AT ALL) OF ANY ISSUES WITH THE BLOCKCHAIN SUPPORTING THE FLOW OR POLYGON NETWORK, INCLUDING FORKS, TECHNICAL NODE ISSUES, OR ANY OTHER ISSUES HAVING FUND LOSSES AS A RESULT.
Limitation of Liability
IN NO EVENT SHALL THE COLLECTIBLE PARTIES BE LIABLE TO YOU FOR ANY PERSONAL INJURY, PROPERTY DAMAGE, LOST PROFITS, COST OF SUBSTITUTE GOODS OR SERVICES, LOSS OF DATA, LOSS OF GOODWILL, WORK STOPPAGE, DIMINUTION OF VALUE OR ANY OTHER INTANGIBLE LOSS, COMPUTER AND/OR DEVICE OR TECHNOLOGY FAILURE OR MALFUNCTION, OR FOR ANY FORM OF DIRECT OR INDIRECT DAMAGES, AND/OR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES BASED ON ANY CAUSES OF ACTION WHATSOEVER RELATED TO THE SITE OR ANY COLLECTIBLE. YOU AGREE THAT THIS LIMITATION OF LIABILITY APPLIES WHETHER SUCH ALLEGATIONS ARE FOR BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE, OR FALL UNDER ANY OTHER CAUSE OF ACTION, REGARDLESS OF THE BASIS UPON WHICH LIABILITY IS CLAIMED AND EVEN IF A DISCLAIMING PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE. YOU AGREE THAT THE TOTAL, AGGREGATE LIABILITY TO YOU FOR ANY AND ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR ACCESS TO OR USE OF (OR YOUR INABILITY TO ACCESS OR USE) ANY PORTION OF THE SITE OR ANY COLLECTIBLE, WHETHER IN CONTRACT, TORT, STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, IS LIMITED TO THE GREATER OF US$100 OR THE AMOUNTS YOU HAVE ACTUALLY AND LAWFULLY PAID US UNDER THESE TERMS IN THE TWO (2) MONTH PERIOD PRECEDING THE DATE THE CLAIM AROSE. YOU ACKNOWLEDGE AND AGREE THAT WE HAVE MADE THE SITE AVAILABLE TO YOU AND ENTERED INTO THESE TERMS OF USE IN RELIANCE UPON THE REPRESENTATIONS AND WARRANTIES, DISCLAIMERS, AND LIMITATIONS OF LIABILITY SET FORTH IN THESE TERMS OF USE, WHICH REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND US AND FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND US. WE WOULD NOT BE ABLE TO PROVIDE THE SITES TO YOU WITHOUT THESE REPRESENTATIONS AND WARRANTIES, DISCLAIMERS, AND LIMITATIONS.
Assumption of Risk
Value and Volatility. The rights provided to you are for entertainment purposes only. Without limiting the foregoing, the prices of collectible blockchain assets are extremely volatile and subjective and collectible blockchain assets have no inherent or intrinsic value. Fluctuations in the price of other digital assets could materially and adversely affect the value of your Collectibles, which may also be subject to significant price volatility. Each Collectible has no inherent or intrinsic value. We cannot and do not guarantee that any Collectibles purchased will retain their original value, as the value of collectibles is inherently subjective and, among other things, factors occurring outside of Mint’s NFT ecosystem may materially impact the value and desirability of any particular Collectible.
Use of Blockchain. The Site does not store, send, or receive Collectibles. This is because Collectibles exist only by virtue of the ownership record maintained on the Site’s supporting blockchain in the Flow or Polygon Network. Any transfer of Collectibles occurs within the supporting blockchain in the Flow or Polygon Network, and not on the Site.
Inherent Risks with Digital Currency. There are risks associated with using a digital currency (such as crypto currency), including, but not limited to, the risk of hardware, software, and internet connections, the risk of malicious software introduction, and the risk that third parties may obtain unauthorized access to information stored within your electronic wallet. You accept and acknowledge that we will not be responsible for any communication failures, disruptions, errors, distortions or delays you may experience when using the Flow or Polygon Network, however caused.
Regulatory Uncertainty. The regulatory regime governing blockchain technologies, cryptocurrencies, and tokens is uncertain, and new regulations or policies may materially adversely affect the development of Mint’s NFT ecosystem, and therefore the potential utility or value of your Collectibles.
Software Risks. Upgrades to the Flow or Polygon Network, a hard fork in the Flow or Polygon Network, or a change in how transactions are confirmed on the Flow or Polygon Network may have unintended, adverse effects on all blockchains using the Flow or Polygon Network’s NFT standard, including Mint’s NFT ecosystem.
Indemnification
To the fullest extent permitted by applicable law, you agree to indemnify, defend and hold harmless Mint, and its respective past, present, and future employees, officers, directors, contractors, consultants, equity holders, suppliers, vendors, service providers, parent companies, subsidiaries, affiliates, agents, representatives, predecessors, successors and assigns (individually and collectively, the “Mint Parties”), from and against all actual or alleged third party claims, damages, awards, judgments, losses, liabilities, obligations, penalties, interest, fees, expenses (including, without limitation, attorneys’ fees and expenses) and costs (including, without limitation, court costs, costs of settlement and costs of pursuing indemnification and insurance), of every kind and nature whatsoever, whether known or unknown, foreseen or unforeseen, matured or unmatured, or suspected or unsuspected, in law or equity, whether in tort, contract or otherwise (collectively, “Claims”), including, but not limited to, damages to property or personal injury, that are caused by, arise out of or are related to (a) your use or misuse of the Site, Content, NFTs or Collectibles, (b) any Feedback you provide, (c) your violation of these Terms of Use, (d) your violation of the rights of a third party, including another user or the Flow or Polygon Network, (e) any intellectual property disputes relating to your NFT creations sold on the Site platform, if you are a creator of a NFT; and (f) your failure to pay any Withholding Taxes or Sales Taxes in connection with your NFT, Collectibles, or Purchased Collectibles transactions or to provide us with a properly executed tax form described in Section 4. You agree to promptly notify Mint of any third-party Claims and cooperate with the Collectibles Parties in defending such Claims. You further agree that the Collectibles Parties shall have control of the defense or settlement of any third-party Claims. THIS INDEMNITY IS IN ADDITION TO, AND NOT IN LIEU OF, ANY OTHER INDEMNITIES SET FORTH IN A WRITTEN AGREEMENT BETWEEN YOU AND Mint.
External Sites
The Site may include hyperlinks to other websites or resources (collectively, the “External Sites”) that are provided solely as a convenience to our users. We have no control over any External Sites. You acknowledge and agree that we are not responsible for the availability of any External Sites, and that we do not endorse any advertising, products, or other materials on or made available from or through any External Sites. Furthermore, you acknowledge and agree that we are not liable for any loss or damage you may be incur as a result of the availability or unavailability of the External Sites, or as a result of any reliance placed by you upon the completeness, accuracy, or existence of any advertising, products, or other materials on, or made available from, any External Sites.
Force Majeure
Force Majeure Events. The Collectible Parties will not be liable or responsible to the you, nor be deemed to have defaulted under or breached these Terms of Use, for any failure or delay in fulfilling or performing any of these Terms of Use, when and to the extent such failure or delay is caused by or results from the following force majeure events (“Force Majeure Event(s)”): (1) acts of God; (2) flood, fire, earthquake, epidemics, pandemics, including the 2019 novel coronavirus pandemic (COVID-19), tsunami, explosion; (3) war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest; (4) government order, law, regulation, or action; (5) embargoes or blockades in effect on or after the date of this agreement; (6) strikes, labor stoppages or slowdowns, or other industrial disturbances; (7) shortage of adequate or suitable internet connectivity, telecommunication breakdown, or shortage of adequate power or electricity; and (8) other similar events beyond our control.
Performance During Force Majeure Events. If we suffer a Force Majeure Event, we will use reasonable efforts to promptly notify you of the Force Majeure Event, stating the period of time the occurrence is expected to continue. We will use diligent efforts to end the failure or delay and ensure the effects of such Force Majeure Event are minimized. We will resume the performance of our obligations as soon as reasonably practicable after the removal of the cause. In the event that our failure or delay remains uncured for a period of at least forty-five (45) consecutive days following written notice given by us under this Section 13, we may thereafter terminate these Terms upon fifteen (15) days’ written notice.
Changes to the Site
We are constantly innovating the Site to help provide the best possible experience. You acknowledge and agree that the form and nature of the Site, and any part of it, may change from time to time without prior notice to you, and that we may add new features and change any part of the Site at any time without notice.
Children
You certify that you are at least 18 years of age. The Site is not intended for children under 18. If you are under the age of 18, you may not use the Site. We do not knowingly collect information from or direct any of our content specifically to children under the age of 18. If we learn or have reason to suspect that you are a user who is under the age of 18, we will close your account. Other countries may have different minimum age limits, and if you are below the minimum age for providing consent for data collection in your country, you may not use the Site.
Privacy Policy
Mint’s Privacy Policy describes the ways we collect, use, store and disclose your personal information, and is hereby incorporated by this reference into these Terms. You agree to the collection, use, storage, and disclosure of your data in accordance with Mint’s Privacy Policy (https://www.mint.store/privacy-policy).
Dispute Resolution; Binding Arbitration; Waiver of Class Action Lawsuits
YOU ARE AGREEING TO GIVE UP ANY RIGHTS TO LITIGATE CLAIMS IN A COURT. OTHER RIGHTS THAT YOU WOULD HAVE IF YOU WENT TO COURT MAY ALSO BE UNAVAILABLE OR MAY BE LIMITED IN ARBITRATION. YOU HEREBY EXPRESSLY GIVE UP YOUR RIGHT TO HAVE A TRIAL BY JURY. YOU HEREBY EXPRESSLY GIVE UP YOUR RIGHT TO PARTICIPATE AS A MEMBER OF A CLASS OF CLAIMANTS IN ANY LAWSUIT, INCLUDING, BUT NOT LIMITED TO, CLASS ACTION LAWSUITS INVOLVING ANY SUCH DISPUTE.
Binding Arbitration. All disputes arising out of or in connection with these Terms of Use, or in respect of any defined legal relationship associated therewith or derived therefrom, shall be referred to and finally resolved by arbitration under the Commercial Arbitration Rules of the American Arbitration Association (“AAA”). The case shall be heard by one arbitrator, who shall be an executive with a company in the entertainment event production industry agreed upon by the parties, and will be conducted in English. The arbitrator will decide the substance of all claims in accordance with applicable law and will honor all claims of privilege recognized by law. The arbitrator shall not be bound by rulings in prior arbitrations involving different users but is bound by rulings in prior arbitrations involving the same user to the extent required by applicable law. As part of the arbitration, both you and the applicable Collectible Parties will have the opportunity for reasonable discovery of non-privileged information that is relevant to the claim. The arbitrator may award any individualized remedies that would be available in court.
Arbitration Fees. Each party will cover its own fees and costs associated with the arbitration proceedings; however, if the arbitrator finds that you cannot afford to pay the fees and costs reasonably associated with the arbitration proceedings, we will pay them for you.
Award Enforcement. The award of the arbitrator will be final and binding, and any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. The parties agree that they will not appeal any arbitration decision to any court.
Our Equitable Remedies. Notwithstanding the foregoing, we may seek and obtain injunctive relief in any jurisdiction in any court of competent jurisdiction, and you agree that these Terms of Use are specifically enforceable by us through injunctive relief and other equitable remedies without proof of monetary damages.
General
Entire Agreement. These Terms of Use and Mint’s Privacy Policy constitute the entire legal agreement between you and us and will be deemed to be the final and integrated agreement between you and us and govern your access to and use of the Site, and completely replace any prior or contemporaneous agreements between you and us related to your access to or use of the Site, whether oral or written.
No Third-Party Beneficiaries. These Terms of Use do not and are not intended to confer any rights or remedies upon any person or entity other than you.
Interpretation. The language in these Terms of Use will be interpreted as to its fair meaning, and not strictly for or against any party.
Severability. Should any part of these Terms of Use be held invalid, illegal, void, or unenforceable, that portion will be deemed severed from these Terms of Use and will not affect the validity or enforceability of the remaining provisions of these Terms.
No Waivers. Our failure or delay to exercise or enforce any right or provision of these Terms of Use will not constitute or be deemed a waiver of future exercise or enforcement of such right or provision. The waiver of any right or provision of these Terms of Use will be effective only if in writing and signed for and on behalf of us by a duly authorized representative.
Governing Law. All matters arising out of or relating to these Terms will be governed by and construed in accordance with the laws of the Province of Quebec, Canada, without giving effect to any choice or conflict of law provision or rule. YOU UNDERSTAND AND AGREE THAT YOUR USE OF THE SITE AS CONTEMPLATED BY THESE TERMS OF USE SHALL BE DEEMED TO HAVE OCCURRED IN THE PROVINCE OF QUEBEC AND BE SUBJECT TO THE LAWS OF THE PROVINCE OF QUEBEC WITHOUT REGARD TO ITS CONFLICTS OF LAWS PROVISIONS.
Venue. Subject to Section 17 of these Terms of Use, any legal action or proceeding arising under these Terms of Use will be brought solely and exclusively in a federal or state court situated in Quebec, Canada. Each of the parties agrees to submit to the jurisdiction of such courts to resolve any disputed under these Terms of Use, subject to Section 17 of these Terms of Use. Each of the parties hereby irrevocably waives, to the fullest extent it may effectively do so, any objection which it may now or hereafter have to the laying of the venue of any such proceeding brought in such a court and any claim that any such proceeding brought in such a court has been brought in an inconvenient forum. Each of the parties hereby irrevocably waives, to the fullest extent permitted by applicable law, any and all right to trial by jury in any legal proceedings arising out of or relating to this contract.
Notices. We may provide you with any notices (including, without limitation those regarding changes to these Terms of Use) by email or postings on the Site. By providing us with your email address, you consent to our using the email address to send you any notices. Notices sent by email will be effective when we send the email, and notices we provide by posting will be effective upon posting. It is your responsibility to keep your email address current.
Notice of Copyright Infringement. Mint complies with the Digital Millennium Copyright Act (DMCA) and promptly suspends content from access when properly notified. To file a copyright infringement notification with Mint, you will need to send to support@mint.store a written notification, headed “copyright infringement,” that includes substantially the information required by and stated in Section 512(c)(3) of the Digital Millennium Copyright Act (“DMCA”).
Assignment. You may not assign any of your rights or obligations under these Terms of Use, whether by operation of law or otherwise, without our prior written consent. We may assign our rights and obligations under these Terms of Use in our sole discretion to an affiliate, or in connection with an acquisition, sale, or merger.
Survival. You agree and understand that all provisions of these Terms of Use shall survive the termination or expiration of these Terms of Use.
Contact Information
If you have any questions, would like to provide feedback, or would like more information about the Mint NFT Marketplace, please feel free to email us at support@mint.store. If you would like to lodge a complaint, please contact us at support@mint.store or write to us at: Mint Blockchain Solutions Inc., 3433 rue Stanley, Montreal QC, H3A 1S2, Attn: Chief Counsel.